Roles and Responsiblities

Members

Members are the 'owners' of the association who elect the Board of Directors to direct the affairs of the association according to the Mission and Vision.

Requirements for who can become a member are set out in the bylaws.

Development of the association and its ability to serve its members is wholly dependent on the financial support, interest and volunteer contributions of members.

General Meetings

Any meeting of the members of the association to which all members are invited are called 'General Meetings'. According to the bylaws (Section 10.2) General Meetings can be called by the Board at any time giving at least 3 weeks notice and must be called within 21 days of receiving a petition signed by a number of members who carry at least five percent (5%) of the voting rights.

Annual General Meeting

To maintain a minimum of accountability to the membership, the Board of Directors must, according to the requirements set out in the Not-For-Profit Corporations Act, call at least one General Meeting of the membership each year. This Annual General Meeting (AGM) provides the opportunity for the members to receive reports from the outgoing Board of Directors, ask questions, influence the future direction of the Board and elect the Directors of the association for the coming year.

Requirements for announcement and functioning of the AGM are included in the Act1.

For a strong association, attendance at the AGM and attention to the annual reports presented therein is both a right and a responsibility of each member.

Members are also encouraged to strengthen the association by reading the newsletter, participating in surveys, volunteering on committees, contacting staff or directors to offer their assistance, input or suggestions and by participating in the nomination and election process. In this way the Board can achieve ongoing input to develop and implement plans that best meet the needs of the members.

Directors

The directors (a role which includes the executive positions) are elected and have the overall responsibility for the association and the strategy for achieving its vision and mission. They have a fiduciary duty to be informed of the issues that face the association and to consider the best interests of the association in all of their decisions and actions. For more information consult the document “20 questions Directors of Not-for-profit Organizations Should Ask about Fiduciary Duty” 2.

The bylaws allow the board of directors full discretion on how they will select and structure of officer positions. The descriptions that follow are changeable at the board's discretion.

President

The President is primarily responsible to ensure progress on the strategic plan. The President attends external meetings, Executive Committee meetings and is available to the ED as an advisor. He or she has the right of first refusal to be a representative to the GFMAM and/or the WPiAM joint venture. (Subject to a review for potential conflicts of interest and as per the GFMAM Rep policy.) He or she is a signing officer re banking and contracts. The term is three years. Multiple terms are permissible but not consecutive terms.  

Past President 

To enable a smooth transition and continuity when a new President takes on their role the immediate Past President, so long as they continue as an elected member of the Board of Directors, may continue to serve on the Executive Team for a 1 year term.

Vice-President

The Vice President assists with issues around implementation of the strategic plan. He or she stands in when President is unavailable at external meetings. He or she attends Executive Committee meetings and is available to the ED as an advisor. The Vice President has the second right of refusal to be a representative to the GFMAM and/or the WPiAM joint venture. (Subject to a review for potential conflicts of interest and as per the GFMAM Rep policy.) He or she is a signing officer re banking and contracts. The term is one year. Multiple and consecutive terms are permissible.

Rotating Chair

The Rotating Chair(s) take turns chairing online board meetings, attends executive meetings and is available to the ED as an advisor. He or she assists with issues around implementation of the strategic plan during his or her term. The Rotating Chair subs for President and Vice President as required. The purpose of the position is to give directors experience at the executive level. There are two Rotating Chair positions. The term is one year. Multiple and consecutive terms are permissible.

Executive Committee

The Executive Committee is made up of the President, Vice President, Rotating Chair(s) and Executive Director. The committee meets for 1 - 2 hours, once a month to plan the board meeting and advise the Executive Director.

Treasurer

The Treasurer oversees the management of the assets of the association ensuring that a full and accurate account is kept of all assets, liabilities, receipts and disbursements. The Treasurer also ensures that an accounting of all the transactions and a statement of the financial position of the Corporation is made to the Board of Directors at its regular meetings, or whenever they may require it. He or she also ensures that fiscal controls on expenditures such as budgets, signing authorities and approval processes for expenditures are in place and respected. The Treasurer is the main signing officer for banking.

Banking Admin

The Banking Admin is not an “Authorized Signer” for the purpose of approving payments. However this individual will have necessary banking permissions to pay bills and transfer funds.  If necessary, according to bank policy, this person may be added as a “Signing Officer” with the bank but will only be authorized to make payments according to the PEMAC Payment Authorization Policy.

Committees

Committees and sub-committees might organize volunteer efforts, research questions, analyze problems, plan activities, provide recommendations and action plans, or provide guidance to staff on the needs and concerns of members for the development of products and services. They report to the consultative group from which they were struck. When striking a committee clear outcomes and timelines must be given to the person designated as the chair. All standing committees must have their purpose, outcomes, delegated authorities and membership requirements formalized through a “Terms of Reference” document approved by the Board of Directors.

Chapters

Each Chapter establishes a regional strategy and goals and manages its own budget receiving a portion of membership dues from its region. The national office has staff available to support chapter start-up and development through email list management, events set-up, event promotion and event registration systems.

The mission and purpose of a Chapter is to:

(a) Advance the PEMAC vision and mission.

(b) Unite PEMAC members in a geographical region and provide them with networking and learning opportunities.

(c) Establish, promote and uphold standards of professionalism among Association members.

(d) Help identify and meet the education and training needs of Association members.

(e) Encourage adherence to the Association’s Code of Ethics.

Executive Director and Staff

To carry out the day to day operations of the association the Board of Directors has the right to delegate its authority to staff or service providers. Compensation for staff is reviewed by the Executive Committee annually and set into the budget which is approved by the Board of Directors.

The Executive Director (ED) is the primary staff position. The ED is delegated by the Board of Directors with responsibility for managing the day to day operations of the association in accordance with the corporate bylaws, policies and procedures and government regulations.

Supported by the officers (President, Vice President, Acting Chair & Treasurer) and reporting to the Board of Directors, the Executive Director provides leadership, planning and management of the organization’s strategic and operational plans, and works towards the achievement of the Board's objectives, policies and programs. The Executive Director in carrying out this role also:

  1. provides input into the long term vision and development for the Association
  2. promotes strategic development and improvement of services for members
  3. provides policy recommendations on all aspects of its operations
  4. supports, monitors and offers input and feedback on the work of teams and committees
  5. regularly advises the Board of Directors on the day to day operations and affairs of the organization
  6. Represents and promotes the association when possible

Other staff positions may be established or abolished by the Board of Directors from time to time. These positions are generally supervised by the Executive Director.

1 https://laws.justice.gc.ca/eng/acts/c-7.75/

2 http://www.ic.gc.ca/eic/site/cd-dgc.nsf/eng/cs05006.html#members

3 See meeting minutes February 17, 2021